Preheat oven to 375.,Place tomatoes in a 13 x 9-inch baking dish coated with cooking spray.,______,Bake at 375 for 30 minutes or until browned, stirring occasionally.,While tomatoes cook, Toss bread crumbs with melted butter.,Sprinkle the crumbs on a baking sheet, and bake alongside the tomatoes for 12 minutes or until golden, stirring frequently.,Cook macaroni in boiling water 7 minutes; drain.,Return macaroni to pan; place over medium-low heat, do not heat any higher or cheese and sauce will get grainy.,Add cheese and remaining ingredients; cook until cheese melts, stirring constantly.,Remove tomatoes from the baking dish with a slotted spoon so as not to get too much extra liquid.,Stir tomatoes into macaroni and cheese or serve along side.,Sprinkle each serving with about 3 tablespoons breadcrumbs.,Salt and pepper to taste.